Filing Details

Accession Number:
0001381980-13-000002
Form Type:
4
Zero Holdings:
No
Publication Time:
2013-07-17 16:12:11
Reporting Period:
2013-07-15
Filing Date:
2013-07-17
Accepted Time:
2013-07-17 16:12:11
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1274644 Ocera Therapeutics Inc. OCRX Pharmaceutical Preparations (2834) 631192270
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1381980 S Nina Kjellson C/o Interwest Partners
2710 Sand Hill Road, Second Floor
Menlo Park CA 94025
Yes No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2013-07-15 394,391 $0.00 394,391 No 4 A Indirect By partnership
Common Stock Acquisiton 2013-07-15 431,435 $6.03 825,826 No 4 P Indirect By partnership
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 A Indirect By partnership
No 4 P Indirect By partnership
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Warrant Acquisiton 2013-07-15 5,157 $0.00 5,157 $0.67
Common Stock Warrant Acquisiton 2013-07-15 5,157 $0.00 5,157 $0.67
Common Stock NQ Stock Option (right to buy) Acquisiton 2013-07-15 11,969 $0.00 11,969 $2.51
Common Stock NQ Stock Option (right to buy) Acquisiton 2013-07-15 2,992 $0.00 2,992 $1.84
Common Stock NQ Stock Option (right to buy) Acquisiton 2013-07-15 2,992 $0.00 2,992 $1.84
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
5,157 2012-03-30 2019-03-30 No 4 A Indirect
5,157 2012-10-01 2019-10-01 No 4 A Indirect
11,969 2018-08-14 No 4 A Indirect
2,992 2019-02-11 No 4 A Indirect
2,992 2020-02-11 No 4 A Indirect
Footnotes
  1. Received in exchange for 3,294,998 shares of Common Stock of Ocera Subsidiary, Inc. (f/k/a Ocera Therapeutics, Inc.) in connection with the merger of Ocera Subsidiary, Inc. with a wholly owned subsidiary of Ocera Therapeutics, Inc. (f/k/a Tranzyme, Inc.), in which transaction Ocera Subsidiary, Inc. was the surviving corporation (the "Merger"). For each 1 share of Ocera Subsidiary, Inc.'s Common Stock, the reporting person was entitled to receive 0.11969414 shares of the Common Stock of Ocera Therapeutics, Inc. in the Merger. On the effective date of the Merger, the closing price of Ocera Therapeutics Inc.'s Common Stock was $5.70 per share.
  2. The shares are held by InterWest Partners IX, LP ("IW9"). InterWest Management Partners IX,LLC ("IMP9") the general partner of IW9, has sole voting and investment control over the shares held by IW9. The Reporting Person serves as a Venture Member of IMP9 and may be deemed to share voting and investment control with respect to the shares held by IW9. The Reporting Person disclaims beneficial ownership of the shares reported herein, except to the extent of her respective pecuniary interest therein.
  3. Received in exchange for 43,088 shares of Common Stock of Ocera Subsidiary, Inc. (f/k/a Ocera Therapeutics, Inc.) in connection with the Merger. For each 1 share of Ocera Subsidiary, Inc.'s Common Stock, the reporting person was entitled to receive 0.11969414 shares of the Common Stock of Ocera Therapeutics, Inc. in the Merger. On the effective date of the Merger, the closing price of Ocera Therapeutics Inc.'s Common Stock was $5.70 per share.
  4. The option was immediately exercisable in full but any shares acquired upon exercise thereof were subject to restrictions on transfer. The option vested (and such transfer restrictions lapsed) as to 25% after one year from the vesting commencement date of August 14, 2008, and thereafter in monthly installments of 1/36th each.
  5. Received in connection with the Merger in exchange for a stock option to acquire 100,000 shares of the common stock of Ocera Subsidiary, Inc. with an exercise price of $0.30 per share (without giving effect, in either case, to the exchange ratio in the Merger).
  6. Includes shares issuable upon exercise of Ocera Subsidiary, Inc options granted to Linda S. Grais, M.D. ("Dr. Grais") while a Venture Member of IMP9 and prior to the Merger, which options are held for the economic benefit of IW9. IMP9 has sole voting and investment control over the shares held by IW9. The Reporting Person disclaims beneficial ownership of the shares reported herein, except to the extent of her respective pecuniary interest therein.
  7. The option was immediately exercisable in full but any shares acquired upon exercise thereof were subject to restrictions on transfer. The option vested (and such transfer restrictions lapsed) in monthly installments of 1/48th each, commencing January 1, 2009.
  8. Received in connection with the Merger in exchange for a stock option to acquire 25,000 shares of the common stock of Ocera Subsidiary, Inc. with an exercise price of $0.22 per share (without giving effect, in either case, to the exchange ratio in the Merger).
  9. The option was granted on February 11, 2010 with a vesting commencement date of January 1, 2010. The option is immediately exercisable in full but any shares acquired upon exercise thereof are subject to restrictions on transfer. The option vests (and transfer restrictions lapse) in monthly installments of 1/48th each, which installments commenced February 1, 2010.